-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OYpUPTPRX8e7fUunzXA4Lau2UkPvqtvByblOEBha1x+az9uBy1p4k7ozRJ/iAYuq Lc/uKnKc2PgthK7HkjlygA== 0001157523-03-006286.txt : 20031105 0001157523-03-006286.hdr.sgml : 20031105 20031105093127 ACCESSION NUMBER: 0001157523-03-006286 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031105 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BALDWIN TECHNOLOGY CO INC CENTRAL INDEX KEY: 0000805792 STANDARD INDUSTRIAL CLASSIFICATION: PRINTING TRADES MACHINERY & EQUIPMENT [3555] IRS NUMBER: 133258160 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09334 FILM NUMBER: 03977963 BUSINESS ADDRESS: STREET 1: 12 COMMERCE DRIVE CITY: SHELTON STATE: CT ZIP: 06484 BUSINESS PHONE: 2034021000 MAIL ADDRESS: STREET 1: 12 COMMERCE DRIVE CITY: SHELTON STATE: CT ZIP: 06484 8-K 1 a4509569.txt BALDWIN TECHNOLOGY 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 5, 2003 ------------------------------------------------ Date of Report (Date of earliest event reported) Baldwin Technology Company, Inc. ----------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-9334 13-3258160 - ---------------------------- ------------ ----------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) Twelve Commerce Drive, Shelton, CT. 06484 ----------------------------------------------------- (Address of Principal Executive Offices and Zip Code) (203) 402-1000 -------------------------------------------------- (Registrant's telephone number, including area code) N/A ---------------------------------------------------------- (Former Name or Former Address, if changed since Last Report) Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Earnings release for the period ended September 30, 2003 issued by the Company on November 5, 2003 (filed herewith). Item 9. Regulation FD disclosure. The following information is being furnished pursuant to "Item 12 Results of Operations and Financial Condition" in accordance with SEC Release No. 33-8216. Baldwin Technology Company, Inc. ("Baldwin or the "Company") reported its results of operations for the three months ended September 30, 2003. Details of this announcement are contained in the press release of the Company dated November 5, 2003, and included in this Current Report on Form 8-K as Exhibit 99.1. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. BALDWIN TECHNOLOGY COMPANY, INC. (Registrant) By: /s/ VIJAY C. THARANI ------------------------------ Vijay C. Tharani (Chief Financial Officer) Dated: November 5, 2003 EX-99 3 a4509569_ex991.txt BALDWIN EXHIBIT 99.1 Exhibit 99.1 Baldwin Reports First Quarter Results SHELTON, Conn.--(BUSINESS WIRE)--Nov. 5, 2003--Baldwin Technology Company, Inc. (ASE:BLD) announced today that net sales for the first quarter ended September 30, 2003 were $34,511,000 compared to $32,804,000 for the first quarter in the prior year, representing an increase of approximately five percent. Baldwin also reported net income for the first quarter ended September 30, 2003 of $679,000 or $0.05 per fully diluted share, compared to a loss of $6,493,000 or $0.43 per fully diluted share for the same quarter in the prior fiscal year. In addition, the Company reported operating profit and cash flow for the first quarter ended September 30, 2003 of approximately $830,000 and $2,556,000, respectively. Results for the first quarter ended September 30, 2003 were positively impacted by improved capacity utilization at the Company's manufacturing sites, continued efforts on cost containment and the favorable effects of currency on its top line. Orders for the quarter ended September 30, 2003 were $39,900,000 compared to $36,200,000 for the quarter ended September 30, 2002. Backlog was at $55,100,000 on September 30, 2003 up from $49,700,000 at June 30, 2003 and up from $52,100,000 at September 30, 2002. For comparison purposes, all amounts have been adjusted where applicable, to reflect the disposition of the inserter business in October of 2002. Vijay Tharani, Vice President and CFO commented: "We had a solid first quarter. We are particularly pleased that in addition to completing our refinancing, we generated $0.05 in EPS and approximately $2,600,000 in operating cash flow in the first quarter. It is evident that our restructuring plan is on track and starting to show results." Gerald Nathe, Chairman, President and CEO added: "We are encouraged by the increase in business activity we've witnessed at recent printing trade shows in the Americas, Asia, and in Europe. Our order trends and healthy backlog reflect market share and order gains with both OEM and end-user customers. This is further evidence that the strategy initiated several years ago to refocus Baldwin on its core accessory and controls business for printing, packaging and publishing is leading to improved Company performance. We are cautiously optimistic that we will see continued improvement in most of our product segments and geographic markets." Log on to the Company's web site at www.baldwintech.com to hear the live teleconference call on November 5th at 11:00 a.m. Eastern Time. Baldwin Technology Company, Inc. is a leading international manufacturer of accessories and controls for the printing and publishing industry. Baldwin Technology Company, Inc. Condensed Consolidated Statements of Income (In thousands, except per share data) (Unaudited) Quarter ended September 30, ----------------- 2003 2002 -------- -------- Net sales $34,511 $32,804 Cost of goods sold 23,742 23,616 -------- -------- Gross profit 10,769 9,188 Operating expenses 9,557 11,578 Restructuring charges 382 3,287 -------- -------- Operating income (loss) 830 (5,677) Interest expense 937 718 Interest income (26) (76) Other expense (income), net (1,243) 273 -------- -------- Income (loss) from continuing operations before income taxes 1,162 (6,046) Provision for income taxes 483 259 -------- -------- Income (loss) from continuing operations 679 (6,305) Discontinued operations: Loss from operations (net of applicable incomes taxes of $0) 0 (188) -------- -------- Net Income (loss) $679 $(6,493) ======== ======== Income (loss) per share - basic and diluted Continuing operations $0.05 $(0.42) Discontinued operations 0.00 (0.01) -------- -------- Net income (loss) per share - basic and diluted $0.05 $(0.43) ======== ======== Weighted average shares outstanding - basic and diluted 15,015 15,015 ======== ======== Condensed Consolidated Balance Sheets (In thousands, unaudited) September June 30, 30, Assets 2003 2003 ---------- -------- Cash and equivalents $9,548 $6,950 Trade Receivables 35,170 32,438 Inventory 23,016 22,769 Prepaid expenses and other 8,140 5,143 ---------- -------- Total Current Assets 75,874 67,300 Property, plant and equipment, net 4,848 5,022 Intangible assets 12,790 12,364 Other assets 12,268 12,147 ---------- -------- Total assets $105,780 $96,833 ========== ======== Current liabilities Loans payable $3,433 $3,301 Current portion of long-term debt 19,066 16,247 Other current liabilities 47,938 43,688 ---------- -------- Total current liabilities 70,437 63,236 Long-term debt 503 521 Other long-term liabilities 6,969 6,795 ---------- -------- Total liabilities 77,909 70,552 Shareholders equity 27,871 26,281 ---------- -------- Total liabilities and shareholders equity $105,780 $96,833 ========== ======== CAUTIONARY STATEMENT--This Release may contain statements regarding expected future order, backlog and sales rates, operating margins and profitability or other statements, which may constitute "forward-looking" information as defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and actual results may differ. See Exhibit 99 to the Company's Form 10-K Report for the fiscal year ended June 30, 2003. CONTACT: Baldwin Technology Company, Inc. Helen Oster, 203-402-1004 -----END PRIVACY-ENHANCED MESSAGE-----